This is an Agreement between AAM Pty Ltd ACN 106 160 678 (“Licensor”) and [company and abn](“Licensee”). 

 

1. Definitions 

Spatial Data includes for the purpose of this agreement – all data and imagery provided by Licensor to the licensee. 

Standard Data User Licence  is an agreement to allow the licensee to use the spatial data described in ‘Data ID’ table below, for all purposes which are in accordance with the conditions of this License. 

 

2. Conditions  of Use 

Standard data usage is for the Licensee’s internal use, such as use within an application (CAD, GIS, etc), on an Intranet, by various internal groups and/or use by consultants directly in conjunction with Licensee projects. The metadata record specifies details of the data and intended uses. The metadata record is to be provided with all copies of the data, and the data is only to be used in accordance with the specified intended uses. 

 

3. Excluded Uses 

This data use licence excludes: 

Commercial resale of the data to any party; 

Inclusion of the data within a software application or derived data product for commercial distribution or sale; 

Unauthorised download of files or mapping data services. Providing appropriate Disclaimers are made to indemnify and protect the Licensor and Licensee, and Copyright is acknowledged; the spatial data can be incorporated on the Licensees Website or print media. 

 

4. Intellectual Property and Copyright 

The Spatial Data, and any subset, representation, or modification of the Spatial Data, remains the property of the Licensor. AAM retains ownership of all Intellectual Property Rights and Copyright in relation to the Spatial Data or modifications, enhancements, updates or subsets of the Spatial Data. Licensee must acknowledge Licensor if data is made available for public viewing. 

 

5. Warranty and Liability 

AAM shall have no liability to the Licensee, or any third party, for or in connection with any indirect, economic, special or consequential loss or damage including without limitation; loss of actual or anticipated profit or revenue, business interruption, delay costs, loss of opportunity, income or rent, financing and holding costs, loss by reason of shutdown or increased expense of operation, cost of replacement goods, services or facilities, loss of data, denial of use of any plant, port or facility. AAM makes no warranty or representation and assumes no liability in respect of the wrongful or unauthorised use of the Spatial Data by the Licensee or any third party. 

The Licensor warrants that the granting of this License does not infringe the intellectual property rights of any person, and indemnifies the Licensee from and against any loss, claim, damage, expense or cost relating directly or indirectly to a claim by any person relating to the infringement, or alleged infringement, of intellectual property rights in respect of any data licensed under this Agreement. The Licensor’s indemnity under this clause survives the expiry or termination of this Agreement. 

 

6. Non-Transferable 

This Agreement is non transferable. 

Neither Party may assign or sublicense its rights or obligations without the express written consent of  the other Party. 

 

7. Commencement and Termination 

The License comes into effect upon payment of the delivery fee to the Licensor by the Licensee, and this form is duly acknowledged and signed by an authorised representative of the Licensee; and will remain in force while the Spatial Data is used in accordance with the provisions of this license agreement. Upon termination of this License, all copies of the Spatial Data including modifications and processed results of the Spatial Data must be returned to AAM or destroyed. The Licensee may, subject to complying with all of its obligations under this Data Subscription User License – Spatial Data, retain one copy of Spatial data including modifications and processed results of the Spatial Data for the purposes of complying with any law, court order, corporate governance, insurance or internal audit requirements. This information must be stored by electronic or electromagnetic means and may not be retained in physical form. The data including modifications and processed results of the Spatial Data can only be used by the Recipient for the purposes specified in this clause 7. If requested by the Licensor, the Licensee will provide a statutory declaration to the Licensor confirming compliance with this requirement.